Does the Gokhale Method agreement define 'Location' in the context of the post-term covenants?
Gokhale_Method Franchise · 2024 FDDAnswer from 2024 FDD Document
Covenants. You covenant that, except as otherwise approved in writing by us, you shall not, within a 10-mile radius of your former Location or of any location then existing where the Gokhale Method is taught, and for a continuous, uninterrupted period of two (2) years following the end of our relationship with you, whether by termination, expiration or otherwise, either directly or indirectly own, maintain, operate, engage in, be employed by, provide assistance to, or have any interest in (as owner or otherwise) any Competitive Business. A "Competitive Business" is a business that: is the same as, or substantially similar to, the Franchised Business; or that offers to sell or sells any services, equipment, products or other items which are the same as, or substantially similar to, any of the services, equipment, products or other items offered by us or our franchisees or Affiliates.
Source: Item 22 — CONTRACTS (FDD page 34)
What This Means (2024 FDD)
According to the 2024 Gokhale Method Franchise Disclosure Document, the post-term covenant specifies a restricted area around the franchisee's "former Location" and around any existing Gokhale Method teaching location. The agreement states that for two years after the relationship ends, the franchisee cannot operate a competitive business within a 10-mile radius of either their former location or any current Gokhale Method location.
The Gokhale Method franchise agreement does not specifically define "Location" within the post-term covenant section itself. However, Section 16.4 discusses obligations upon termination, stating that the franchisee must de-identify the "Location of the Franchised Business" so that there is no use or display of the Marks after termination. This section also states that the franchisee may be required to assign the lease for the "Location" to Gokhale Method.
While the agreement does not provide a precise definition of "Location" for the purposes of the post-term covenant, it does provide context. It is reasonable to interpret "Location" as the physical site from which the Gokhale Method franchisee operated during the term of the agreement. A prospective franchisee should seek clarification from Gokhale Method on how "Location" is specifically defined to fully understand the geographic scope of the post-term covenant.